Does Carvel's consent to a transfer waive any claims Carvel has against the transferor?

According to Carvel's 2025 Franchise Disclosure Document, Carvel's consent to a transfer does not constitute a waiver of any claims that Carvel has against the transferor. Additionally, Carvel's consent is not a waiver of their right to demand exact compliance with the terms of the Franchise Agreement.

This means that even if Carvel approves a franchise transfer, they still retain the right to pursue any existing claims against the original franchisee (the transferor). This could include claims related to unpaid fees, breaches of contract, or any other issues that arose during the transferor's time as a Carvel franchisee.

For a prospective Carvel franchisee, this clause highlights the importance of fulfilling all obligations and adhering to the terms of the Franchise Agreement. Even when planning to exit the business through a transfer, the franchisee remains liable for any outstanding issues. This provision is fairly standard in franchising, as franchisors want to ensure they can still recover any losses or damages caused by a franchisee, even after the franchise has been transferred to a new owner.